Keeson Technology Corporation Limited(603610)
Internal audit system
Chapter I General Provisions
Article 1 in order to fully implement the Audit Law of the people’s Republic of China, the regulations for the implementation of the Audit Law of the people’s Republic of China, the provisions of the National Audit Office on internal audit, the internal audit standards and the basic norms of enterprise internal control. This system is formulated in accordance with the relevant national laws and regulations and the relevant provisions of the Keeson Technology Corporation Limited(603610) articles of association to strengthen the audit and supervision of financial revenue and expenditure and economic activities, enforce financial discipline, strengthen internal control and promote the healthy development of the company.
Article 2 the purpose of internal audit is to strengthen and improve the internal operation and management of the enterprise. According to certain procedures and professional methods, regularly and irregularly evaluate the authenticity, rationality and legitimacy of the financial revenue and expenditure, production and operation activities and economic benefits of each unit within the company, the integrity, effectiveness and implementation of the internal management rules and internal control systems of each unit, and the standardization of the company’s financial treatment Supervise and inspect the implementation of financial system and make reasonable evaluation.
Article 3 internal audit shall follow the principle of “independence, objectivity and impartiality”, ensure that its work is legal, reasonable and effective, improve the internal restraint mechanism of the company, strengthen internal management and improve economic benefits.
Article 4 the financial revenue and expenditure and economic activities of the directors, senior managers, departments, subsidiaries and branches of the company shall be subject to the supervision and inspection of internal audit in accordance with these provisions.
Article 5 the contents of internal audit include but are not limited to all contents of internal audit. Regular annual audit at least once a year.
Chapter II Internal Audit institutions and personnel
Article 6 the board of directors of the company shall establish an audit committee, and the internal audit department shall be responsible for the audit committee and report to the audit committee.. Under the direct leadership of the audit committee, the internal audit department independently carries out the company’s internal audit and supervision according to law.
Relevant professional theoretical knowledge, be familiar with corresponding laws, regulations and company rules, and have rich practical work experience.
Auditors shall carry out their work in accordance with the audit procedures, keep the work confidential and shall not make it public without approval. At the same time, we should adhere to the principles of objectivity and impartiality, seeking truth from facts, integrity and modesty and prudence in our work, and shall not abuse our power, engage in malpractices for personal gain and neglect our duties.
Article 8 auditors who have an interest relationship or conflict with the audited department or individual shall withdraw.
Article 9 the appointment and removal of the main person in charge of the internal audit department shall seek the opinions of the board of supervisors of the company.
Chapter III responsibilities and general requirements
Article 10 the internal audit department of the company shall perform the following main duties:
(I) inspect and evaluate the integrity, rationality and effectiveness of the internal control system of the company’s internal institutions, holding subsidiaries and joint-stock companies that have a significant impact on the company;
(II) audit the accounting data and other relevant economic data of the company’s internal institutions, holding subsidiaries and joint-stock companies that have a significant impact on the company, as well as the legality, compliance, authenticity and integrity of the reflected financial revenue and expenditure and relevant economic activities, including but not limited to financial reports, performance forecast, performance express, voluntary disclosure of predictive financial information, etc;
(III) assist in establishing and improving the anti fraud mechanism, determine the key areas, key links and main contents of anti fraud, and pay attention to and inspect possible fraud in the process of internal audit;
(IV) report to the audit committee at least once a quarter, including but not limited to the implementation of the internal audit plan and the problems found in the internal audit;
(V) submit the internal audit work report to the audit committee after the end of each year;
(VI) for the defects in the company’s internal control and the problems existing in the implementation, urge the relevant responsible departments to formulate rectification measures and rectification time, conduct the follow-up review of internal control, supervise the implementation of rectification measures, and timely report to the audit committee if any major defects or risks in internal control are found.
Article 11 basic tasks
According to relevant laws, regulations, company rules and audit industry standards, audit and verify the authenticity and rationality of the following items, the effectiveness of the system and the compliance and legitimacy of the operation, and form a written audit and evaluation report.
(I) implementation of production and operation plans, financial budgets and final accounts of all departments and subsidiaries of the company; (II) economic activities related to financial revenue and expenditure;
(III) integrity, effectiveness and implementation of internal control system;
(IV) the implementation of the company’s financial system and the standardization and rationality of financial treatment;
(V) implementation of national financial laws and disciplines and the company’s financial management system;
(VI) departure of directors, supervisors, senior managers of the company and members of the operation team of subordinate branches;
(VII) specific projects assigned by the board of directors, the board of supervisors and the general manager;
(VIII) other audit matters.
Article 12 work authority:
(I) according to the needs of internal audit, have the right to require all departments and relevant personnel to submit relevant plans, budgets, final accounts, accounting statements and relevant documents on time;
(II) participate in relevant meetings;
(III) check accounting vouchers, account tables, final accounts, funds and property and relevant data of economic activities; Access to relevant documents and materials; Participate in relevant meetings, investigate relevant matters in the audit and ask for supporting materials;
(IV) put forward opinions on stopping, correcting and dealing with violations of financial regulations and the company’s internal systems, as well as suggestions on improving management and economic benefits;
(V) put forward suggestions to the board of directors of the company to investigate the responsibility of those who seriously violate financial regulations, the company’s internal system and serious dereliction of duty, resulting in major economic losses of the company.
Article 13 Unless otherwise provided by laws and regulations, the audit committee of the board of directors shall supervise the internal audit department to inspect the following matters at least once every six months, issue an inspection report and submit it to the audit committee. If the inspection finds that the company has violations of laws and regulations and non-standard operation, it shall timely report to the Shanghai Stock Exchange:
(I) the implementation of major events such as the use of raised funds, provision of guarantees, related party transactions, securities investment and derivatives transactions, provision of financial assistance, purchase or sale of assets, foreign investment and so on;
(II) the company’s large amount of capital transactions and capital transactions with directors, supervisors, senior managers, controlling shareholders, actual controllers and their affiliates.
Chapter IV specific implementation of internal audit
Article 14 internal audit is divided into routine audit and special audit. Routine audit mainly includes the audit and verification of the quarterly financial budget implementation of all departments and subsidiaries of the company, the integrity and effectiveness of internal control and other systems, the annual financial final accounts, the departure of directors, supervisors, senior managers of the company and members of the operation team of subordinate branches; Regular annual audit.
Special audit is to audit specific projects according to the authorization of the board of directors and the board of supervisors.
Article 15 internal audit should be planned, orderly and purposeful, that is, from the beginning of confirming the project to the end of the audit, it should include four stages: preparation stage, implementation stage, reporting stage and follow-up stage.
Article 16 preparation stage
According to the business plan and financial budget of each department and unit issued by the company and the audit requirements of the board of directors and the board of supervisors for annual key projects, formulate the annual audit work plan of the internal audit department, submit it to the general manager, the board of directors and the board of supervisors, and review and approve the relevant audit work plan according to their respective authorities. According to the approved annual overall audit plan, prepare semi annual and project detailed work plans, determine the contents, formulate work plans (at least including the contents in the audit notice), and issue the audit notice after being reviewed by the chairman of the board of directors and the chairman of the board of supervisors.
The contents of the audit notice include: the auditee, type, purpose, content scope, method, starting and ending time, person in charge and members of the audit team, etc.
The original of the audit notice shall be sent to the auditee three days before the audit, and the copy shall be filed by the internal audit department. Article 17 implementation stage
To understand, test and evaluate the internal control system of the audited entity, and to take forward or reverse checks on accounting vouchers, accounting books and accounting statements, and to conduct all or sampling inspections; At the same time, a detailed working paper is formed in the process of implementation.
The internal auditors shall clearly and completely record the name, source, content, time and other information of the audit evidence in the working paper. Internal audit work reports, working papers and relevant materials shall be kept for at least three years.
According to the working paper, sort and classify according to the project to form the draft of audit report materials.
Article 18 reporting stage
Based on the inspection results, the audit team makes an objective evaluation of the audited matters and puts forward questions, opinions and suggestions. The audit report shall include: the basis of the audit, the profile of the auditee, the analysis and evaluation of the financial and operating conditions of the auditee, the amount, quantity, personnel, opinions of the audit team and relevant evidence and data attachments of the important issues found in the audit.
After the person in charge of the internal audit department reviews the working paper and relevant raw materials, the audit report shall solicit the opinions of the auditee. The auditee shall put forward written opinions within seven working days after receiving the draft for audit opinions, which shall be signed by the director of the auditee (if the auditee has legal personality, the financial director of the auditee shall also sign and affix the official seal) and sent to the internal audit department of the company, If no written opinion is submitted within the time limit, it shall be deemed that there is no objection to the audit report.
The audit report shall be finalized and concluded after soliciting the opinions of the auditee, reviewed and approved by the board of directors and the board of supervisors. At the same time, if there are problems requiring improvement, the auditee shall be notified to implement them on time.
The internal audit department shall report to the audit committee at least once a quarter, including the implementation of the internal audit plan and the problems found in the internal audit work.
The internal audit department shall submit the internal audit work plan for the next year to the audit committee two months before the end of each fiscal year, and submit the annual internal audit work report to the audit committee two months after the end of each fiscal year.
The internal audit department shall take the audit of important foreign investment, purchase and sale of assets, related party transactions and other matters as the necessary contents of the annual work plan.
After the completion of the audit project, the plan, working paper and other materials shall be sorted, registered, numbered and archived, and the audit work file shall be established and kept by the internal audit department for at least 6 years.
Article 19 subsequent audit stage
Track and understand whether the auditee has made rectification according to the conclusions of the audit report, urge the auditee to solve the problems in time, and report the relevant rectification to the relevant parties.
Chapter V supplementary provisions
Article 20 the subsidiaries referred to in this system accuse joint-stock subsidiaries.
Article 21 for matters not covered in this system, the provisions of relevant laws and regulations shall apply; In case of any conflict between this system and the provisions of relevant laws and regulations, the provisions of relevant laws and regulations shall prevail.
Article 22 the board of directors of the company is responsible for the interpretation of this system.
Article 23 the system shall come into force as of the date of deliberation and approval by the board of directors of the company, and the same shall apply to the modification.
